LEGAL · VENDOR TERMS

Terms and Conditions

Last updated: December 10, 2025 Official source
Vendor/Supplier Terms and Conditions

1. Acceptance of Purchase Order

Agreement by Seller to furnish the materials, parts, and products (“goods”) or services, including the products resulting from services hereby ordered, or its commencement of such performance, or acceptance of any payment, shall constitute Seller’s unqualified acceptance of this Purchase Order subject to these terms and conditions.

Buyer will not be bound to any prices or delivery to which it has not specifically agreed in writing. Any terms or conditions proposed by Seller inconsistent with or in addition to the terms and conditions herein contained shall be void and of no effect unless specifically agreed to by Buyer in writing. Modifications hereof or additions hereto, to be effective, must be made in writing and be signed by Buyer’s Purchasing Representative. These terms and conditions, together with any referenced exhibits, attachments or other documents, constitute the entire agreement between the Parties with respect to the subject matter of this Purchase Order, and supersede any prior or contemporaneous written or oral agreements pertaining thereto.

2. Shipping Instructions

Risk of Loss (a) Seller shall be responsible for ensuring the proper packaging of goods hereunder.

No charges will be allowed for packing, crating, freight, local cartage, and/or any other services unless so specified in this Purchase Order. (b) Seller shall at all times comply with Buyer’s written shipping instructions. Unless otherwise directed, all items shipped on the same day from and to a single location must be consolidated on one bill of lading or airbill, as appropriate. Seller shall submit all required shipping papers to Buyer prior to final payment. Title to goods furnished under this Purchase Order shall pass to Buyer upon formal acceptance, regardless of when or where Buyer takes physical possession, unless the Purchase Order specifically provides for earlier passage of title. (c) For goods purchased F.O.B. Origin (as “F.O.B. the place of shipment” is described in the Uniform Commercial Code Section 2-319), Seller shall bear the expense of and risk of loss of, or damage to, the goods until the goods are put into the possession of the carrier designated by Buyer. Seller shall not insure and not declare a value except when transportation rates are based on “released value,” in which instance Seller shall annotate on the bill of lading the lowest released value provided in applicable tariffs. (d) For goods purchased F.O.B. Destination (as “F.O.B. the place of destination” is described in the Uniform Commercial Code Section 2-319) Seller shall bear the expense of transport of, and risk of loss or damage to, the goods to the named place. (e) Purchase Order number(s) must appear on all correspondence, shipping labels, and shipping documents, including all packing sheets, bills of lading, airbills, and invoices.

3. Delivery – Notice of Delay – Obsolescence

(a) On time performance is a material condition of this Purchase Order and failure to perform according to the delivery schedule in this Purchase Order, if unexcused, shall be considered a material breach. Acceptance of late deliveries shall not constitute waiver of this provision. Buyer also reserves the right to refuse or return at Seller’s risk and expense shipments made in excess of this Purchase Order or in advance of required schedules, or to defer payment on advance deliveries until scheduled delivery dates. (b) Seller shall notify Buyer in writing immediately of any actual or potential delay to the performance of this Purchase Order. Such notice shall include a proposed revised schedule but such notice and proposal or Buyer’s receipt or acceptance thereof shall not constitute a waiver to Buyer’s rights and remedies hereunder. (c) During performance of this Purchase Order, Seller shall notify Buyer of any planned obsolescence of the good(s) set out in this Purchase Order.

4. Termination for Convenience

(a) Buyer may, by written notice, terminate this Purchase Order for convenience and without cause, in whole or in part, at any time, and such termination shall not constitute default. In the event of partial termination, Seller is not excused from performance of the non-terminated balance of work under the Purchase Order. (b) In the event of termination for convenience by Buyer, Seller shall be reimbursed for actual, reasonable, substantiated, and allocable costs, plus a reasonable profit for work performed to date of termination. Any termination settlement proposal shall be submitted to Buyer promptly, but no later than ninety (90) days from the effective date of the termination. In no event shall the amount of any settlement be in excess of the Purchase Order value. Buyer may take immediate possession of all goods, complete or incomplete, and all products resulting from services upon written notice of termination to Seller.

5. Termination for Default

(a) Buyer may, after providing Seller with ten (10) calendar days written notice, and upon Seller’s failure to cure such default in that ten (10) day period (“Cure Period”), terminate this Purchase Order in whole or in part at any time by notice in writing for (i) breach of any one or more of its terms, (ii) failure to deliver goods or services within the time specified by this Purchase Order or any written extension, (iii) failure to make progress so as to endanger performance of this Purchase Order, or (iv) failure to provide adequate assurance of future performance; provided, however, there shall be no Cure Period for default related to failure to meet the delivery schedule or defaults incapable of cure. Buyer may also terminate this Purchase Order in whole or in part without a Cure Period in the event of Seller’s suspension of business, insolvency, appointment of a receiver for Seller’s property or business, or any assignment, reorganization or arrangement by Seller for the benefit of its creditors. In the event of partial termination, Seller is not excused from performance of the nonterminated balance of work under this Purchase Order. (b) In the event of Seller’s default hereunder, Buyer may exercise any or all rights and remedies accruing to it, both at law, including without limitation, those set forth in Article 2 of the Uniform Commercial Code, or in equity, including but not limited to, Seller’s liability for Buyer’s excess reprocurement costs for goods or services. (c) If this Purchase Order is terminated for default, Buyer may require Seller to transfer title to, and deliver to Buyer, as directed by Buyer, any (1) completed supplies, and (2) partially completed supplies and materials, parts, tools, dies, jigs, fixtures, plans, drawings, information, and contract rights that Seller has specifically produced or acquired for the terminated portion of this Purchase Order. Upon direction of Buyer, Seller shall also protect and preserve property in its possession in which Buyer has an interest.

6. Force Majeure

Except for a default of Seller’s subcontractor at any tier, neither Buyer nor Seller shall be liable for any failure to perform due to any cause beyond their reasonable control and without their fault or negligence. Such causes include, but are not limited to, acts of God or of the public enemy, acts of the government in its sovereign or contractual capacity, fires, floods, epidemics, terrorism, quarantine restrictions, strikes, freight embargoes, and unusually severe weather. In the event that performance of this Purchase Order is hindered, delayed or adversely affected by causes of the type described above (“Force Majeure”), then the Party whose performance is so affected shall so notify the other Party’s authorized representative in writing and, at Buyer’s option, this Purchase Order may be completed with such adjustments to delivery schedule as may reasonably be required by the existence of Force Majeure.

7. Disputes and Governing Law

(a) Either party may submit a dispute to a court of competent jurisdiction provided that the Parties’ senior management representatives have first attempted in good faith to negotiate a resolution for a period of no less than ten (10) business days following written notice from the Party claiming dispute. To the extent permitted by applicable law, the Parties waive any right they may have to a trial by jury. Notwithstanding the above, either Party may seek injunctive or other equitable relief in any court of competent jurisdiction at any time. (b) Pending resolution or settlement of any dispute arising under this Purchase Order, Seller will proceed diligently as directed by Buyer with the performance of this Purchase Order. Irrespective of the place of performance, this Purchase Order shall be governed and construed in accordance with the laws of the State within the United States from which this Purchase Order is issued by Buyer, without regard to its conflicts of laws provisions, except that any provision in this Purchase Order that is: (i) incorporated in full text or by reference from the Federal Acquisition Regulation (FAR) or; (ii) incorporated in full text or by reference from any agency regulation that implements or supplements the FAR or; (iii) that is substantially based on any such agency regulation or FAR provision, shall be construed and interpreted according to the federal common law of government contracts as enunciated and applied by federal judicial bodies, boards of contracts appeals, and quasi-judicial agencies of the United States Government. The provisions of the “United Nations Convention on Contracts for International Sale of Goods” shall not apply to this Purchase Order, including any amendments or changes to this Purchase Order.

8. Remedies

(a) Except as otherwise provided herein, the rights and remedies of both Parties hereunder shall be in addition to their rights and remedies at law or in equity. Failure of either Party to enforce any of its rights shall not constitute a waiver of such rights or of any other rights and shall not be construed as a waiver or relinquishment of any such provisions, rights or remedies; rather, the same shall remain in full force and effect. (b) Buyer shall be entitled at all times to set off any amount owing at any time from Seller to Buyer, against any amount payable at any time by Buyer to Seller.

9. Proprietary Rights

(a) Unless otherwise expressly agreed in a contemporaneous or subsequent writing to the contrary or otherwise expressly set forth in this Purchase Order, all specifications, information, data, drawings, software and other items supplied to Buyer by Seller shall be disclosed to Buyer on a nonproprietary basis and may be used and/or disclosed by Buyer without restriction. (b) Unless otherwise expressly agreed in a contemporaneous or subsequent writing to the contrary or otherwise expressly set forth in this Purchase Order, all specifications, information, data, drawings, software and other items which are (i) supplied to Seller by Buyer or (ii) obtained or developed by Seller in the performance of this Purchase Order or paid for by Buyer shall be proprietary to Buyer, shall be used only for purposes of providing goods or services to Buyer pursuant to this Purchase Order, and shall not be disclosed to any third party without Buyer’s express written consent. All such items supplied by Buyer or obtained by Seller in performance of this Purchase Order or paid for by Buyer shall be promptly provided to Buyer on request or upon completion of this Purchase Order. (c) Unless otherwise expressly agreed in a contemporaneous or subsequent writing to the contrary or otherwise expressly set forth in this Purchase Order, any invention or intellectual property first made or conceived by Seller in the performance of this Purchase Order or which is derived from or based on the use of information supplied by Buyer (collectively, the “Foreground IP”) shall be considered to be the property of Buyer. Seller hereby assigns its rights in the Foreground IP to Buyer and shall execute such documents necessary to perfect Buyer’s title thereto. Unless otherwise expressly agreed in a contemporaneous or subsequent writing to the contrary or otherwise expressly set forth in this Purchase Order, any work performed pursuant to this Purchase Order which includes any copyright interest shall be considered a “work made for hire”. To the extent any of such works do not qualify as a “work made for hire”, Seller hereby assigns to Buyer all its intellectual property rights, including its copyright rights, in such works effective immediately upon creation of such works, including when they are first fixed in a tangible medium. (d) With respect to any applicable FAR and DFARS clauses incorporated into this Purchase Order relating to license rights in noncommercial technical data and noncommercial computer software and / or noncommercial computer software documentation, Seller grants to Buyer the right to use, disclose, transfer, copy, modify, combine, integrate or make derivative works of any such noncommercial technical data, noncommercial computer software and/or noncommercial computer software documentation delivered under this Purchase Order, to the extent necessary, and for such period as is required, for Buyer to complete its performance under Buyer’s U.S. Government programs. If such computer software or computer software documentation is supplied by Seller to Buyer under this Purchase Order, and such computer software and computer software documentation is for future delivery to Buyer’s customers, Buyer shall be permitted to do the following: (i) transfer the computer software, the computer software documentation and licenses granted to Buyer’s customers for such period of time as Buyer’s customers shall use such computer software or software documentation; (ii) modify the computer software or computer software documentation or combine it with other software subject to the proviso that those portions of the modified software which incorporate the original software are subject to the same license rights as the original software; (iii) grant access to the use of the computer software and computer software documentation to Buyer’s affiliates, consultants, subcontractors, team members, customers, and similar parties and to their respective employees in connection with Buyer’s and Buyer’s customer’s authorized uses thereof. Such access is provided on the condition that prior to such access all such parties have suitable obligations in place protecting Seller’s rights in the computer software or computer software documentation which are in substance consistent with the provisions of this Purchase Order. (e) Notwithstanding anything to the contrary in this Section 9, applicable U.S. Government Procurement Regulations incorporated into this Purchase Order shall, when applicable, take precedence over any conflicting provision of this Section 9 to the extent that such Regulations so require.

10. Buyer’s Property

(a) All drawings, tools, jigs, dies, fixtures, materials, and other property supplied or paid for by Buyer shall be and remain the property of Buyer and shall be returned to Buyer upon Buyer’s request. (b) All such items shall be used only in the performance of work under this Purchase Order unless Buyer consents otherwise in writing. (c) Goods made in accordance with Buyer’s specifications and drawings shall not be furnished or quoted by Seller to any other person or concern without Buyer’s prior written consent. (d) Seller shall have the obligation to maintain any and all property furnished by Buyer to Seller and all property to which Buyer acquires an interest by this Purchase Order and shall be responsible for all loss or damage to said property except for normal wear and tear. Seller shall report the root cause and all pertinent facts as soon as they become known, and corrective action taken to prevent recurrence, at no additional cost to Buyer. (e) Upon request, Seller shall provide Buyer with adequate proof of insurance against such risk of loss or damage. (f) Seller shall clearly mark, maintain in inventory, and keep segregated or identifiable all of Buyer’s property.

11. Release of Information

Seller shall not publish, distribute, or use any information developed under or about the existence of this Purchase Order, or use the Rajant Corporation name (or the name of any division, affiliate or subsidiary thereof), logo, trademark, service mark, or trade dress for the purpose of advertising, making a news release, creating a business reference, creating website content or for goods or service endorsement without prior written approval of Buyer.

12. Order of Precedence

(a) In the event of any inconsistency or conflict between or among the provisions of this Purchase Order, such inconsistency or conflict shall be resolved by the following descending order of preference: 1. Order-specific text on the Purchase Order; 2. Documents incorporated by reference on the Purchase Order which apply to the Purchase Order as a whole and not to a specific line item therein and not otherwise referenced in this Section 12; 3. These General Terms and Conditions of Purchase and Supplements thereto; 4. Statement of Work; and 5. Specifications attached hereto or incorporated by reference. (b) Buyer’s specifications, including but not limited to Rajant Quality Notes, shall prevail over those of the United States Government, and both of the foregoing shall prevail over specifications of Seller. In the event of conflict between specifications, drawings, samples, designated type, part number, or catalog description, the specifications shall govern over drawings, drawings over samples, whether or not approved by Buyer, and samples over designated type, part number, or catalog description. In cases of ambiguity in the specifications, drawings, or other requirements of this Purchase Order, Seller must, before proceeding, consult Buyer, whose written interpretation shall be final.

13. Warranty

(a) Seller warrants that the goods shall be (i) new (ii) free from defects in workmanship, materials, and design and (iii) in accordance with all the requirements of this Purchase Order. Seller further warrants that the performance of work and services shall conform with the requirements of this Purchase Order and to high professional standards. (b) Unless Buyer expressly identifies the goods that are procured under this Purchase Order as nontechnical and for Buyer’s internal use only, Seller warrants without limitation as to time that the goods delivered pursuant to this Purchase Order shall (i) be and only contain materials obtained directly from the Original Component Manufacturer (OCM) or the Original Equipment Manufacturer (OEM) or an authorized OM reseller or distributor; (ii) not be or contain Counterfeit Items or Suspect Counterfeit Items; and (iii) contain only authentic, unaltered OM labels and other markings. Seller shall obtain and retain all documentation required to fully trace the distribution and sale of the goods delivered hereunder back to the relevant OM, and, on request of Buyer, shall provide such authenticating documentation. Seller warrants that it will not act as or engage an independent distributor, non-authorized distributor, nonfranchised distributor, non-authorized supplier, or non-authorized reseller to assist it in delivering goods pursuant to this Purchase Order unless the Buyer provides prior written approval to do so. (c) Seller further warrants that it has and shall maintain a Counterfeit Item risk mitigation process, internally and with its suppliers, for goods delivered hereunder, and in accordance with the standards or instructions set forth in this Purchase Order. Buyer shall have the right to audit, inspect, and / or approve the processes at any time before or after delivery of the goods ordered hereunder.

14. Inspection and Acceptance

All goods and services are subject to Buyer’s inspection and acceptance at destination notwithstanding any payment or prior inspection at source. Buyer may reject or revoke acceptance of any goods or services that do not conform to the requirements of this Purchase Order. Goods rejected or supplies in excess of quantities ordered may be returned to Seller at Seller’s expense.

15. Changes

Buyer may at any time, by written notice, make changes within the general scope of this Purchase Order in drawings, designs, specifications, method of shipment or packing, place of inspection, delivery schedules, and place of delivery. If any such change causes an increase or decrease in the cost of, or time required for, performance, an equitable adjustment shall be made in the Purchase Order price or delivery schedule, or both, and the Purchase Order shall be modified in writing accordingly.

16. Infringement

Seller warrants that the sale or use of goods delivered or services performed under this Purchase Order will not infringe any patent, copyright, trademark, trade secret, or other proprietary right. Seller shall indemnify and hold Buyer and its customers harmless from any and all expenses, liability, and loss of any kind arising out of claims, suits, or actions alleging such infringement, and Seller agrees to defend such claims at Seller’s expense if requested by Buyer.

17. Taxes and Drawback

(a) Unless this Purchase Order specifies otherwise, if any goods are imported into the United States pursuant to this Purchase Order, Seller shall pay all duties, taxes, and fees imposed as a result of such importation. The price may include applicable sales and use taxes that are separately stated on Seller’s invoice, but Seller retains the responsibility to remit taxes collected from Buyer to the relevant tax authority. (b) Any refund, credit, or rebate of any import duties, taxes, or fees shall inure solely to Buyer’s benefit and shall be assigned to Buyer by Seller.

18. Assignments, Subcontracting, Organizational Changes, and Place of Performance

(a) Seller may not assign any rights, delegate any of its obligations due or to become due under this Purchase Order or subcontract all or substantially all of its obligations under this Purchase Order, without the prior written consent of Buyer. Any such purported assignment, delegation, or subcontracting by Seller without such consent shall be void. Buyer may assign this Purchase Order to any affiliated company, successor in interest, or Buyer’s customer. (b) Seller shall promptly notify Buyer in writing of any organizational changes made by Seller, including name or ownership changes, mergers or acquisitions. (c) Seller shall not make any material change in manufacturing location, process, or source without prior written approval of Buyer.

19. Compliance with Law

Seller warrants that all goods delivered and services performed under this Purchase Order shall comply with all applicable federal, state, local, and foreign laws, regulations, ordinances, and rules. Seller shall maintain all registrations and licenses and obtain permits as required to perform the work hereunder. Seller agrees to defend, indemnify, and save Buyer harmless from any loss, damage, fine, penalty, or expense that Buyer may suffer as a result of Seller’s failure to comply with the warranties and certifications in this Section.

20. Responsibility and Insurance

(a) Seller shall maintain, and require its subcontractors to maintain, the insurance coverages that are specified as required in this Purchase Order or, if none are specified, minimum coverage including statutory Workers’ Compensation, Employers’ Liability, and Commercial General Liability. When applicable, Seller shall also maintain Automobile Liability and Professional Liability. Upon Buyer’s request, Seller shall provide certificates of insurance, arrange for a waiver of subrogation in favor of Buyer, and / or direct that Buyer be added as an additional insured. (b) If work is to be performed on premises owned or controlled by Buyer, then Seller shall comply with all the rules and regulations established by Buyer for access to and activities in and around such premises.

21. Indemnity Against Claims

(a) Seller shall keep its work and all goods supplied by it hereunder and Buyer premises free and clear of all liens and encumbrances. Seller may be required by Buyer to provide a satisfactory release of liens as a condition of final payment. (b) Seller shall indemnify and save Buyer and its customers and their respective officers, directors, employees and agents harmless from and against all claims, costs, expenses, and liability arising from personal injury, death, or property loss or damage attributed to, or caused by, the goods supplied or services performed by Seller pursuant to this Purchase Order, except to the extent caused solely and directly by the negligence of Buyer.

22. Currency and Offsets

(a) Payment will be in United States dollars unless otherwise agreed in this Purchase Order. (b) Seller agrees to identify and retain for Buyer’s use any rights to offset credits generated by its suppliers and subcontractors arising out of or resulting from this Purchase Order. Buyer reserves the right to assign offset credits generated through Seller’s efforts under this Purchase Order to third parties.

23. Export/Import Controls

(a) Seller hereby certifies that it will comply with U.S. export and import controls laws and regulations, including but not limited to ITAR, EAR, OFAC, ATF, and all other applicable U.S. Government regulations relating to the importation of goods into the United States. If Seller engages in the United States in the business of manufacturing, exporting, or brokering ITAR-controlled defense articles or furnishing ITAR-controlled defense services, Seller certifies that it has registered with DDTC.

(b) Seller shall control the disclosure, export, reexport, transfer and retransfer of, and access to, any hardware, software, controlled technical data, technology, and/or services received under this Purchase Order to ensure that any such disclosure, export, reexport, transfer or retransfer is undertaken in accordance with applicable laws and regulations.

(c) Seller shall notify Buyer if any deliverable under this Purchase Order is subject to U.S. export and import controls laws and regulations and shall provide the applicable export classification information before delivery.

(d) Seller warrants that neither Seller, nor any parent, subsidiary, affiliate, or lower-tier subcontractor is listed on any Restricted Party List of an agency of the U.S. Government, any applicable non-U.S. Government, or international organization, or any applicable state, local government, or municipality, nor are their export privileges denied, suspended or revoked.

(e) If the items provided by Seller are shipped from outside the United States, they may also be subject to the export and import control laws and regulations of the exporting country. Seller shall abide by all applicable export and import control laws and regulations of that country, to the extent consistent with U.S. law.

(f) Unless this Purchase Order provides otherwise, for any goods imported into the United States pursuant to this Purchase Order, Seller shall obtain all necessary import and/or export authorizations.

(g) Seller shall promptly notify Buyer of any known or suspected violation of export or import control laws or regulations, or the initiation or existence of any U.S. Government investigation into same.

(h) If this Purchase Order forms the whole or a part of a sale by Buyer of defense articles or defense services being sold in support of a Foreign Military Sale or commercially to or for the use of the armed forces of a foreign country or international organization, Seller shall certify compliance with the requirements of ITAR Part 130 when requested by Buyer.

(i) Seller shall not engage in any subcontracts relating to this Purchase Order except in accordance with the terms and conditions of this Purchase Order and in compliance with export and import controls laws and regulations.

(j) Unless this Purchase Order specifies otherwise, if any goods are imported into the United States pursuant to this Purchase Order, Buyer shall not serve as Importer of Record. Seller is responsible for complying with all relevant import laws and regulations to the extent consistent with U.S. law.

(k) Where Seller is a recipient of any items received pursuant to a U.S. export license, Technical Assistance Agreement, Manufacturing License Agreement, or other export authorization, Seller will abide by all provisos, requirements, and restrictions related to the applicable authorization.

(l) Seller shall indemnify Buyer for all liabilities, penalties, losses, damages, costs or expenses that may be imposed on or incurred by Buyer in connection with any violations of non-U.S. or U.S. export or import control laws and regulations by Seller or its subcontractors.

24. Severability

If any provision of this Purchase Order or application thereof is found invalid, illegal or unenforceable by law, the remainder of this Purchase Order will remain valid, enforceable and in full force and effect, and the Parties will negotiate in good faith to substitute a provision of like economic intent and effect.

25. Standards of Business Ethics and Conduct

By the acceptance of this Purchase Order, Seller represents that it has not participated in any conduct in connection with this Purchase Order that violates the standards of ethical fair dealing or, alternatively, the equivalent business ethics and conduct standards of Seller. If, at any time, Buyer determines that Seller is in violation of the applicable Standards of Business Ethics and Conduct, Buyer may cancel this Purchase Order upon written notice to Seller and Buyer shall have no further obligation to Seller.

26. Priority Rating

If so identified, this Purchase Order is a “rated order” certified for national defense use, and Seller shall follow all the requirements of the Defense Priorities and Allocation System Regulation (15 C.F.R. Part 700).

27. Survivability

Seller’s obligations that by their very nature must survive expiration, termination or completion of this Purchase Order, including but not limited to obligations under the Termination for Convenience, Termination for Default, Proprietary Rights, Release of Information, Warranty, Infringement, Taxes and Drawback, Compliance with Law, Responsibility and Insurance, Indemnity Against Claims, Export/Import Controls, Electronic Transmissions, Buyer’s Access to Seller Records and Facilities, Quality Requirements Flow Down, and Information Technology Assurance provisions of this Purchase Order, shall survive expiration, termination, or completion of this Purchase Order.

28. Electronic Transmissions

(a) The Parties agree that this Purchase Order, if transmitted electronically and the electronic signatures thereon are authenticated, shall not be contested on the basis that it was electronically transmitted or contains an electronic signature. (b) Seller shall, at Buyer’s request and Seller’s expense, send and receive business transactions by electronic means using web-based technologies, including email, the internet directly between Buyer and Seller, electronic marketplace or portal, and Buyer’s current and future electronic data interchange systems.

29. Buyer’s Access to Seller Records and Facilities

Seller shall maintain general records relating to this Purchase Order for a minimum period of four years after completion of this Purchase Order or for such longer period as required by law or this Purchase Order. Buyer or its authorized agents and representatives shall have the right during normal business hours and with adequate notice to inspect all relevant records, materials, tooling, and furnished property relating to Seller’s obligations under this Purchase Order.

30. Quality Requirements Flow Down

Seller shall require lower-tier suppliers to comply with quality assurance requirements comparable to those contained in this Purchase Order. Seller shall assume responsibility for the quality of all procured material and workmanship. Seller shall include this clause in its subcontracts with lower-tier suppliers and require lower-tier suppliers to flow down this clause to their lower-tier suppliers.

31. Information Technology Assurance

Seller shall maintain data protection processes and systems sufficient to adequately protect specifications, information, data, drawings, software, and other items which are supplied to Seller by Buyer or obtained or developed by Seller in the performance of this Purchase Order or paid for by Buyer. If a Security Incident occurs, Seller shall use commercially reasonable efforts to investigate, contain, and remediate it, and notify Buyer in writing promptly, but not later than seventy-two (72) hours after discovering the incident. Seller’s notification shall include sending an email to supplier (Privacy@Rajant.com), and Seller shall encrypt emails to Rajant regarding Security Incidents using industry standard encryption methods.